The Ability to Constitute Quorum at a General Meeting of a Body Corporate and the limitation of Proxys

The Sectional Title Scheme Management Act 8 of 2011 (hereinafter referred to as “STSMA”) brought significant changes to what would constitute a quorum for a general meeting of a Body Corporate in Sectional Titles Scheme.

A general meeting of the Body Corporate is required to be held annually. The Body Corporate is made up of members. A member is described as a person, who is an Owner of a unit in the scheme. The Body Corporate manages the Sectional Title Scheme on behalf of its members. All the members of the Body Corporate have the right to attend this meeting. It is not always possible for the members to attend these meetings personally and thus they are entitled to appoint a proxy to attend on their behalf.

A proxy is a person who stands in the place of the member and has authority to vote and act on the member’s behalf. It is not a requirement that a proxy be a member of the Body Corporate. Only the following persons are excluded from being a proxy namely, the Managing Agent or an Employee of the Managing Agent of the Body Corporate.

Section 6(5) of STSMA introduced a limitation on the number of members that a single proxy may represent. In terms of the aforementioned section, a proxy may only stand in for two members, where previously there was no limit. In the past a single proxy could represent more than two members at a general meeting. This was used as a mechanism to reach quorum when members were unable to attend. Section 6(5) of STSMA has had a negative effect on the ability to constitute quorum at a general Body Corporate meeting. The required quorum for a general meeting for a Sectional Title Scheme with more than four members is: The attendance of members who are entitled to vote and holding one third of the total votes of members in value. The limitation of the number of members a proxy can represent, has resulted in quorum not being achieved. The use of proxies is often the difference whether quorum is achieved as not all members attend these meetings. It would have been possible before the implementation of section 6(5) of STSMA to appoint members who will attend proxies to reach the quorum.

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